In this Act, unless the context otherwise requires,—

For the purposes of this Act, to hold a controlling interest in an energy company means to hold equity securities in that company that carry in the aggregate 51% or more of the voting rights at any general meeting of the company.

For the purposes of subsection (2), a person holds equity securities in an energy company if that person is beneficially entitled to, or is beneficially entitled to an interest in, any equity securities in the company (whether or not the whole or any part of the legal ownership of the equity securities is vested in the person).

This Act binds the Crown.

Subject to subsection (4), as from the commencement of the 21st day after the commencement of this section, there shall hold office, in respect of each Board, persons to be known as interim trustees.

Subject to subsection (3) and to sections 6 to 8, the interim trustees in respect of a Board shall,—

No person shall be an interim trustee pursuant to subsection (2) unless that person has informed the Minister, within 20 days of the commencement of this section, that the person is willing to be an interim trustee.

Nothing in this section shall apply in respect of the Central Canterbury Electric Power Board.

Subject to section 8, the interim trustees holding office in respect of a Board shall continue in office until that Board is dissolved pursuant to section 47, and the interim trustees shall then vacate office; and no such interim trustee shall be entitled to any compensation in respect of loss of office.

The following persons shall be incapable of being interim trustees:

In any case to which subsection (1)(f) applies,—

In any case to which subsection (1)(g) applies,—

Every person commits an offence and is liable on conviction to a fine not exceeding $1,000 who does any act as an interim trustee while incapacitated under subsection (1), except—

An interim trustee may be removed from office at any time by the Minister for inability to perform the functions of the office, neglect of duty, or misconduct, proved to the satisfaction of the Minister.

The office of an interim trustee shall become vacant, and the vacancy shall be deemed to be a casual vacancy, if the trustee—

In the event of a casual vacancy in the office of an interim trustee, the Minister may appoint some other qualified person to fill that vacancy.

No person shall be appointed to fill a casual vacancy in the office of an interim trustee in respect of a Board unless the remaining interim trustees holding office in respect of that Board have first approved the proposed appointment of that person.

No act or proceeding of any interim trustees, or of any person acting as an interim trustee, shall be invalidated because there was a vacancy in the office of an interim trustee at the time of the act or proceeding, or because of the subsequent discovery that there was a defect in the appointment of a person so acting, or that the person was incapable of being, or had ceased to be, an interim trustee.

The interim trustees holding office in respect of a Board shall, at their first meeting held after the commencement of this section and thereafter from time to time as any vacancy arises, elect one of their number to be their Chairperson, and another to be their Deputy Chairperson.

Every person elected as Chairperson or Deputy Chairperson pursuant to subsection (1) shall, unless he or she sooner vacates office as an interim trustee, hold office for such period as the interim trustees electing that person may determine at the time of the election.

At a meeting of the interim trustees holding office in respect of a Board the quorum necessary for the transaction of business shall be,—

but in no case shall the quorum be fewer than 2 interim trustees.

All questions arising at a meeting of interim trustees holding office in respect of a Board shall be decided by a majority of the votes cast by the interim trustees present.

The interim trustee presiding at any such meeting has a deliberative vote, and, in the case of an equality of votes, also has a casting vote.

Subject to this Act, interim trustees may regulate their procedure in such manner as they think fit.

No person shall be deemed to be employed in the service of the Crown for the purposes of the Public Service Act 2020 or the Government Superannuation Fund Act 1956 by reason only that the person is an interim trustee.

The fact that a person holds or has held office as an interim trustee does not, of itself, confer or impose on that person any of the rights, powers, duties, or liabilities of a trustee under the Trusts Act 2019 or under any other enactment of rule of law.

Subject to section 16, a Board may, out of its funds, pay the reasonable costs and reasonable expenses incurred, in the discharge of their duties, by the interim trustees holding office in respect of the Board.

Subject to section 17, there shall be paid to interim trustees holding office in respect of a Board salaries and meeting allowances.

There shall be paid to interim trustees travelling allowances and expenses in accordance with the Fees and Travelling Allowances Act 1951, and the provisions of that Act shall apply accordingly as if interim trustees were members of a statutory Board within the meaning of that Act.

Sections 101ZZO and 101ZZV of the Local Government Act 1974 (which relate to the payment of meeting allowances and travelling expenses where members of a local authority attend a meeting or conference as representatives of the local authority) shall, so far as applicable and with all necessary modifications, apply with respect to the payment, pursuant to this section, of meeting allowances and travelling allowances and expenses to any person who holds office as an interim trustee in respect of a Board and who, with the authority of the interim trustees holding office in respect of that Board, attends any meeting or conference as a representative of those interim trustees.

Notwithstanding anything in any other enactment, all salaries, allowances, travelling allowances, and travelling expenses payable pursuant to this section to an interim trustee shall be paid out of the funds of the Board in respect of which that person holds office as an interim trustee.

The salary payable pursuant to section 16 to interim trustees holding office in respect of a Board shall be equal in amount to,—

of the salary that, immediately before 8 August 1990, was payable, in accordance with Part 4C of the Local Government Act 1974, to members of that Board (other than the Chairperson of that Board or the Deputy Chairperson of that Board or the Chairperson of 1 or more committees of that Board).

The meeting allowance payable pursuant to section 16 to interim trustees holding office in respect of a Board shall be equal in amount to the meeting allowance that, immediately before 8 August 1990, was payable, in accordance with Part 4C of the Local Government Act 1974, to members of that Board (other than the Chairperson of that Board).

The payment, to interim trustees holding office in respect of a Board, of meeting allowances pursuant to section 16 shall be subject to the same conditions that, immediately before 8 August 1990, were imposed pursuant to Part 4C of the Local Government Act 1974 in respect of the payment of meeting allowances to members of that Board (other than the Chairperson of that Board).

Where any interim trustee holds office for only part of a year in respect of which an annual salary is payable, pursuant to section 16, to that trustee, that interim trustee shall be entitled to receive the proportion of the salary that his or her holding of that office during that year bears in relation to that full year.

Not later than 31 December 1992, each establishing authority shall prepare and submit to the Minister, for the Minister’s approval, an establishment plan relating to the transfer to an energy company of the energy undertaking of that establishing authority.

The establishment plan prepared by an establishing authority shall—

Notwithstanding anything in section 18, but subject to subsection (2), an establishment plan may be prepared and submitted jointly by 2 or more establishing authorities, and the provisions of this Act shall apply accordingly with all necessary modifications.

Where—

wish to submit a joint establishment plan to the Minister, they may do so only if the share allocation plan included in that establishment plan is endorsed by the interim trustees for each such Board.

For the purposes of the preparation of a joint establishment plan, and for the purposes of the adoption of the special consultative procedure in relation to such a plan, a Board may adopt the procedures set out in section 114S of the Local Government Act 1974 (which provides for the appointment of joint committees), and that section shall apply accordingly as if a Board were a local authority.

Notwithstanding anything in section 18, an establishment plan prepared by an establishing authority that is a local authority may provide for the transfer of the energy undertaking of that authority to 1 or more energy companies, and the provisions of this Act shall apply accordingly with all necessary modifications.

An establishment plan prepared by an establishing authority may provide for the energy undertaking of a Board, or the whole or part of the energy undertaking of a local authority, to be transferred to a company other than a company that is to be formed and registered by that establishing authority pursuant to section 32, and in any such case subsection (2) of section 18 shall apply as if for paragraph (f) of that subsection there were substituted the following paragraphs:

The establishment plan prepared by an establishing authority shall set out the authority’s recommendations as to the person or persons, or the class or classes of persons, to whom the voting equity securities in the relevant energy company should be allocated consequent upon the vesting in that company of the relevant energy undertaking.

Those recommendations shall indicate—

Where a Board prepares an establishment plan, that Board shall, before submitting the establishment plan to the Minister, send a copy of it in draft form to the interim trustees holding office in respect of the Board for comment, and shall give those trustees a reasonable opportunity to comment on the draft.

The establishment plan submitted to the Minister by a Board shall incorporate a fair and accurate summary of any comments received by the Board under subsection (1), and shall indicate—

An establishing authority shall not forward an establishment plan to the Minister unless the establishing authority has adopted the special consultative procedure in relation to that plan.

For the purposes of section 83 of the Local Government Act 2002 (as applied by subsection (1) of this section), a Board shall be deemed to be a local authority.

Notwithstanding subsection (1) of section 18, the Minister may, on the application of any establishing authority made before the expiration of the period specified in that subsection, extend the time prescribed by that subsection in respect of the submission of an establishment plan by that authority.

Only 1 extension of time may be given under subsection (1) in respect of a particular establishing authority.

In no case may an extension of time be granted under subsection (1) in order to permit an establishing authority to submit an establishment plan after 31 March 1993.

In making any determination for the purposes of section 18(2)(d) or section 27 or section 28 with respect to the issue, by an energy company, of any equity securities, the establishing authority or, as the case may be, the Minister shall have regard to the need to safeguard the future financial stability of the company.

Subject to subsection (2) and to section 29, as soon as practicable after receiving an establishment plan submitted by an establishing authority under section 18, the Minister shall approve the plan by notice in writing to the establishing authority.

If the Minister considers that an establishment plan submitted by an establishing authority that is a Board should be varied, the Minister may decline to approve the plan and direct the authority to prepare and submit a revised plan.

Where, pursuant to subsection (2), the Minister declines to approve an establishment plan and directs the establishing authority to prepare and submit a revised plan, the Minister shall inform the establishing authority of the reasons for the direction, and may indicate any specific matter that the Minister requires to be dealt with in the revised plan.

Where, pursuant to subsection (2), the Minister declines to approve an establishment plan submitted by an establishing authority, the establishing authority shall submit a revised establishment plan to the Minister not later than 6 weeks after the date on which that approval was declined or such later date as the Minister in any particular case may allow.

The provisions of sections 18 to 22 and (where applicable) section 23 shall apply in respect of a revised establishment plan required to be submitted to the Minister under subsection (4).

Nothing in section 24 or section 25 shall apply in respect of any such revised establishment plan.

As soon as practicable after receiving a revised establishment plan submitted by an establishing authority under section 27(4), the Minister shall, subject to section 29,—

Before making any amendments to an establishment plan under subsection (1)(b), the Minister shall advise the establishing authority of the Minister’s intention to do so, and shall give the establishing authority a reasonable opportunity to make submissions on the matter.

Subject to subsection (2), the Minister shall not approve an establishment plan under section 27 or section 28 in any case where, in the case of a plan submitted (whether alone or jointly with any other establishing authority) by an establishing authority that is a Board, the share allocation plan (including a share allocation plan that has been amended pursuant to section 28(1)(b)(i)) included in that plan is not endorsed by the interim trustees for that Board.

Where, but for the provisions of subsection (1), the Minister could approve, or would be required to approve, an establishment plan, the Minister may or, as the case may require, shall approve the establishment plan except for the share allocation plan included in that plan, and in any such case section 30 shall apply in respect of that establishment plan.

Where section 29(2) applies in respect of any establishment plan, there shall be deemed to be included in that establishment plan a share allocation plan that provides for the voting equity securities in the energy company to which the establishment plan relates to be allocated in accordance with the following provisions:

In any case where an establishing authority has not submitted an establishment plan in accordance with section 18 within the time required by subsection (1) of that section (including, where that time has been extended under section 25, that extension of time), the Minister shall cause such a plan to be prepared, and shall have all such powers as are necessary or desirable for that purpose; and the provisions of sections 18(2), 26, and 27 shall apply as if the plan were prepared by the establishing authority.

Where, as a result of the default of any establishing authority, the Minister acts under subsection (1), the Minister shall be entitled to be reimbursed by the establishing authority for any costs and expenses incurred in the taking of the action.

In any case where, pursuant to subsection (2) of section 27, the Minister has declined to approve an establishment plan submitted by a Board, and the Board has not submitted a revised establishment plan in accordance with subsection (4) of that section within the period referred to in subsection (4) of that section (including, where that time has been extended, that extension of time), section 28 shall apply as if the original establishment plan submitted by the Board to the Minister were a revised establishment plan submitted under section 27, but nothing in section 28(2) shall apply in any such case.

Where, pursuant to subsection (1), the Minister causes an establishment plan to be prepared,—

Notwithstanding anything in the Electric Power Boards Act 1925, but subject to section 33 of this Act, each Board shall, not later than 1 April 1993 or such later date as the Minister in any particular case may allow, form and register under the Companies Act 1955, in respect of that Board, a public company limited by shares in which the subscriber is the Board.

Where any Board has not by 1 July 1994, in accordance with subsection (1), formed and registered a company under the Companies Act 1955, in respect of that Board, it shall not later than such date as the Minister in any particular case may allow, form and register a company under the Companies Act 1993 in which the liability of the shareholders is limited and in which the shares shall, on registration, be issued to the Board.

Notwithstanding anything in the Local Government Act 1974, but subject to section 33 of this Act, every local authority the operations of which include an energy undertaking shall, not later than 1 April 1993 or such later date as the Minister in any particular case may allow, form and register under the Companies Act 1955, in respect of that local authority, 1 or more public companies limited by shares in which the subscriber is the local authority.

No company shall be formed and registered under this section except in accordance with the terms of an approved establishment plan.

Nothing in section 13(1) of the Companies Act 1955 relating to the minimum number of persons who may form a company shall apply to the formation of a company under this section.

Except as provided in this Act, the Companies Act 1993 applies to every company formed and registered in accordance with this section.

Every Board and every local authority shall have such powers as may be necessary or desirable for the purposes of this section.

Notwithstanding anything in section 32, where an approved establishment plan provides that the energy undertaking of a Board, or the whole or part of the energy undertaking of a local authority, is to be transferred, pursuant to Part 5, to a company other than a company that is to be formed and registered by that Board or, as the case may be, that local authority, then, in relation to that energy undertaking that is to be so transferred, nothing in section 32 shall require that Board or, as the case requires, that local authority to form and register any company.

Notwithstanding anything in subsection (1) or subsection (2) of section 32, but subject to subsection (3) of that section, 2 or more establishing authorities may jointly form and register an energy company in which the subscribers are those establishing authorities, and the provisions of this Act shall apply accordingly with all necessary modifications.

In any case where a company has not been formed and registered by a Board or a local authority in accordance with section 32 within the time required by subsection (1) or, as the case requires, subsection (2) of that section (including, where that time has been extended under that section, that extension of time), the Minister may form and register the company and shall have all such powers as are necessary or desirable for that purpose, including, without limitation, the power to appoint the first directors of the company and the power to issue and allot shares in the capital of the company to the Board or, as the case requires, the local authority.

Subsections (4) to (6) of section 32 shall apply with all necessary modifications with respect to the formation of a company pursuant to subsection (1) of this section and with respect to any such company so formed.

Where, as a result of the default of any Board or any local authority, the Minister acts under subsection (1), the Minister shall be entitled to be reimbursed by the Board or, as the case requires, the local authority for any costs and expenses incurred in the taking of the action.

The principal objective of an energy company shall be to operate as a successful business.

In seeking to attain its principal objective, an energy company shall have regard, among other things, to the desirability of ensuring the efficient use of energy.

The directors of an energy company shall be persons who, in the opinion of those appointing them, will assist the company to achieve its principal objective.

Notwithstanding anything in subsection (1), the articles of association of every energy company shall provide that not more than 2 members of the directorate of the energy company may be persons who are members or employees of any local authority that holds voting equity securities in that company.

All decisions relating to the operation of an energy company shall be made by or pursuant to the authority of the directorate of the company in accordance with the statement of corporate intent (if any).

For the avoidance of doubt, it is hereby declared that no director of an energy company is, by virtue of holding that office, a statutory officer within the meaning of the Local Government Official Information and Meetings Act 1987.

This section applies in respect of any energy company that is formed and registered by a Board in accordance with section 32(1), other than an energy company that is formed by a Board jointly with 1 or more local authorities.

The first directors of an energy company to which this section applies shall be appointed by the Minister.

Subject to subsection (4), the first directors of an energy company to which this section applies shall comprise or include all the persons who, immediately before the date of incorporation of the company, were holding office as members of the Board that formed and registered that energy company and who are willing to accept appointment as directors of that company.

Subsection (3) shall not apply in respect of an energy company in any case where, as a result of the default of the Board in respect of which that energy company is established, the Minister has been required to act pursuant to section 31 or section 35.

Subject to subsection (3), during the interim period the Minister shall have the sole right to appoint the directors of an energy company to which this section applies.

Notwithstanding anything in section 199H of the Companies Act 1955 or section 156 of the Companies Act 1993, as the case may be, or the rules of an energy company, a person who is appointed pursuant to this section, by the Minister, as a director of an energy company shall not be removed from office by the energy company during the interim period unless the Minister consents to his or her removal.

In this section, the term interim period, in relation to an energy company, means the period of 12 months beginning with the date on which an energy undertaking of an establishing authority vests in that energy company pursuant to Part 5.

This section applies in respect of any company (other than a company to which section 38 applies) to which the energy undertaking of a Board has been, or is to be, transferred in accordance with an approved establishment plan, where that plan does not provide for the transfer, to that company, of the whole or any part of an energy undertaking of a local authority.

This section applies notwithstanding anything in the Companies Act 1955 or the memorandum of association or articles of association of any company.

During the interim period, only those persons who have been approved or appointed by the Minister pursuant to this section shall hold office as directors of a company to which this section applies.

The Minister shall, before the commencement of the interim period in relation to a company to which this section applies, approve such number of persons as the Minister thinks fit to be directors of the company at the commencement of the interim period.

Subject to subsection (6), the persons who are approved by the Minister pursuant to subsection (4) in respect of a company shall comprise or include all the persons who—

Subsection (5) shall not apply in respect of any company in any case where, as a result of the default of the Board the undertaking of which is to be transferred to that company, the Minister has been required to act pursuant to section 31.

Where any person who is approved pursuant to subsection (4) is not already a director of the company, the Minister shall appoint that person to be a director as from the commencement of the interim period, and the Minister shall have all such powers as are necessary or desirable for that purpose.

Every person who,—

shall, on the commencement of that period, vacate office as a director of the company; and no such person shall be entitled to any compensation in respect of loss of office.

Subject to subsection (5), during the interim period the Minister shall have the sole power to appoint the directors of a company to which this section applies.

A person who is approved or appointed pursuant to this section as a director of a company shall not be removed from office by the company during the interim period unless the Minister consents to his or her removal.

In this section, the term interim period, in relation to a company to which this section applies, means the period of 12 months beginning on the date on which an energy undertaking of a Board vests in that company pursuant to Part 5.

The directorate of every energy company shall deliver to its shareholders a draft statement of corporate intent not later than 1 month after the commencement of each financial year of the energy company.

Each statement of corporate intent shall specify for the group comprising the energy company and its subsidiaries (if any), and in respect of the financial year in which it is delivered and each of the following 2 financial years, the following information:

The directorate—

A statement of corporate intent for an energy company may be modified at any time by written notice from the directorate, so long as the directorate has first—

Notwithstanding any other provision of this Act or of the rules of any energy company, but subject to section 42, the shareholders may from time to time, by resolution passed at any general meeting of the company, require the directorate to modify the statement of corporate intent by including or omitting any provision or provisions of a kind referred to in paragraphs (a) to (i) of section 39(2); and any directorate to whom such a notice is given shall comply with the notice.

Before giving any notice under subsection (2), the shareholders shall—

Where—

the directorate shall, not later than 1 month after that completed statement of corporate intent is delivered to the shareholders or, as the case may be, the modification is adopted, make that completed statement of corporate intent or, as the case may be, that modification available to the public.

Nothing in sections 36 to 41 shall apply in respect of an energy company in any case where the establishment plan approved in respect of that energy company does not provide for a controlling interest in that energy company to be held by any local authority or local authorities, or any approved person or approved persons, or any combination of 1 or more local authorities and 1 or more approved persons.

Upon a controlling interest in any energy company ceasing to be held by any local authority or local authorities, or any approved person or approved persons, or any combination of 1 or more local authorities and 1 or more approved persons,—

Where, in accordance with this section, any provision of this Act does not apply or is made inapplicable in respect of an energy company, that provision shall, notwithstanding any subsequent change in the shareholding of the company, have no or, as the case may be, no further application to that company at any time.

A failure by an energy company to comply with—

shall not affect the validity or enforceability of any deed, agreement, right, or obligation entered into, obtained, or incurred by the energy company.

Within 3 months after the end of the first half of each financial year of an energy company, the directorate of the energy company shall deliver to the shareholders a report of the company’s operations during that half-year.

Each report required by subsection (1) shall include the information required by the statement of corporate intent to be included therein.

Within 3 months after the end of each financial year of an energy company, the directorate shall deliver to the shareholders—

Every report under subsection (3)(a) shall—

If, at any time, section 39 does not apply or ceases to apply in respect of any energy company, the company shall not be required or, as the case may be, shall no longer be required to comply with this section, and, notwithstanding any subsequent change in the shareholding of the energy company, this section shall have no or, as the case may be, no further application to that company at any time.

Despite sections 207P to 207V of the Companies Act 1993 and subject to subsection (3), every energy company and every subsidiary of every energy company is a public entity as defined in section 4 of the Public Audit Act 2001 and, in accordance with that Act, the Auditor-General is its auditor.

Without limiting the provisions of this section, the directors of an energy company may, after consultation with the Auditor-General, appoint a person or firm that is qualified for appointment as an auditor of a company to be an additional auditor of the energy company or any subsidiary of it.

If an energy company is not a public energy company,—

Despite subsection (3), if, in respect of any energy company that has ceased to be a public energy company, and its subsidiaries (if any), financial statements have been submitted to the Auditor-General for audit, the Auditor-General is to continue to be the auditor of the company and every subsidiary of the company until that audit has been completed.

In this section, public energy company means an energy company in which a controlling interest is held by any local authority or local authorities, or any approved person or approved persons, or any combination of 1 or more local authorities and 1 or more approved persons.

Nothing in this Act shall be construed as requiring the inclusion, in any statement of corporate intent, annual report, financial statement, or half-yearly report required to be produced under this Act in relation to an energy company, of any information that could be properly withheld if the Local Government Official Information and Meetings Act 1987 applied to energy companies and a request for that information were made under that Act.

While an approved person holds equity securities in an energy company,—

In this section, auditor means a qualified auditor within the meaning of section 35 of the Financial Reporting Act 2013.

Nothing in this section limits any other enactment or rule of law relating to the maintenance and auditing of the accounts of an approved person.

This section is subject to section 104 of the Electricity Industry Act 2010.

On a date appointed by the Governor-General by Order in Council made on the recommendation of the Minister,—

On the appointed day in relation to a Board,—

An Order in Council shall be made under subsection (1) in relation to a Board and its successor company not later than 1 month after the date on which that successor company is incorporated or such later date as the Minister in any particular case determines.

In the application of subsection (3) in relation to a Board whose undertaking is to be transferred, in accordance with an approved establishment plan, to a successor company other than a company that is to be formed and registered pursuant to section 32, subsection (3) shall be read as if the reference to 1 month after the date of the incorporation of that successor company were a reference to 1 month after the date of the approval of that establishment plan.

Every Order in Council made under section 47(1) in relation to a Board and its successor company shall—

In respect of the matters required by subsection (1) to be specified in an Order in Council made in relation to a Board and its successor company, the Order in Council shall give effect to the provisions of the establishment plan approved in respect of that Board.

On the date specified in the Order in Council pursuant to subsection (1)(c), the company shall—

On the appointed day in relation to a Board,—

shall, notwithstanding anything in sections 23A to 28 of that Act, vest in the Board’s successor company freed and discharged from all trusts and restrictions affecting those investments or, as the case may be, that money.

On the appointed day in relation to a Board, any person holding office in respect of that Board as a Depreciation Fund Commissioner pursuant to section 21 of the Electric Power Boards Amendment Act 1927 shall cease to hold that office; and no such person shall be entitled to any compensation in respect of loss of office.

Without limiting the generality of section 47, on and from the appointed day in relation to a Board,—

Notwithstanding any other provision of this Act,—

Any document, matter, or thing, which, if this Act had not been passed, would have been admissible in evidence in respect of any matter for or against a Board shall, on and after the appointed day in relation to that Board, be admissible in evidence in respect of the same matter for or against that Board’s successor company.

In this section, document has the same meaning as in section 2(1) of the Evidence Amendment Act (No 2) 1980.

The Registrar of Deeds, the District Land Registrar, or any other person charged with the keeping of any books or registers is not obliged solely by reason of the provisions of this Act to change the name of a Board to that of its successor company in those books or registers or in any document.

The presentation to any registrar or other person of any instrument, whether or not comprising an instrument of transfer, by a Board’s successor company,—

shall, in the absence of evidence to the contrary, be sufficient proof that the property is vested in the company.

For the purposes of the Inland Revenue Acts, and any other enactment that imposes or provides for the collection of a tax, duty, levy, or other charge, a Board and its successor company shall be deemed to be the same person.

For the purposes of section IA 5 of the Income Tax Act 2007, the person or persons on whom voting interests or, in any case where a market value circumstance exists, market value interests in a Board’s successor company are conferred—

shall be deemed to be the same persons as those persons who, immediately before the appointed day in relation to that Board, were treated by the Income Tax Act 2007 as holding shares in that Board.

Neither—

shall constitute a dutiable gift for the purposes of the Estate and Gift Duties Act 1968.

In this section, the terms voting interest, market value circumstance, and market value interest have the same meanings as they have in the Income Tax Act 2007.

Where, before 29 June 1988 (being the date of commencement of section 209 of the Rating Powers Act 1988), any Board (other than the Auckland Electric Power Board) has pledged a special rate as security for any special loan, that rate may be made and levied by the Board’s successor company as if that company were the Board.

For the purposes of subsection (1), the provisions of sections 57 to 64 of the Electric Power Boards Act 1925, so far as applicable and with all necessary modifications, shall (notwithstanding the repeal of those sections by section 209(1) of the Rating Powers Act 1988) apply with respect to any special rate that may be made and levied by an energy company pursuant to subsection (1).

Where, before the appointed day in relation to the Auckland Electric Power Board, that Board has pledged a special rate as security for any special loan, that rate may be made and levied by that Board’s successor company as if that company were the Board.

For the purposes of subsection (3), the provisions of sections 47 to 54 of the Auckland Electric Power Board Act 1978, so far as applicable and with all necessary modifications, shall (notwithstanding the repeal of those sections by section 95(1) of this Act) apply with respect to any special rate that may be made and levied by the Auckland Electric Power Board’s successor company pursuant to subsection (3).

Notwithstanding anything in the Local Government Act 1974, every local authority the operations of which include an energy undertaking shall, not later than 1 April 1993 or such later date as the Minister in any particular case may allow, transfer that energy undertaking to 1 or more energy companies.

No local authority shall transfer any part of its energy undertaking to an energy company pursuant to subsection (1) except in accordance with the terms of an approved establishment plan.

In any case where an energy undertaking has not been transferred by a local authority to an energy company in accordance with this section within the time required by this section (including, where that time has been extended under this section, that extension of time), the Minister may transfer the energy undertaking to an energy company, and the Minister shall have all such powers as are necessary or desirable for that purpose.

Where, as a result of the default of any local authority, the Minister acts under subsection (3), the Minister shall be entitled to be reimbursed by the local authority for any costs and expenses incurred in the taking of the action.

Where any energy undertaking is to be transferred to an energy company by a local authority, the liabilities of the local authority that relate to the undertaking shall be identified by the local authority and the person or persons to whom the liabilities are owed.

In the absence of agreement between the local authority and the person or persons to whom the liabilities are owed as to the extent of the liabilities of the local authority that relate to the undertaking, the matter shall be referred to arbitration under the Arbitration Act 1996, with 1 arbitrator to be appointed by each party and an umpire to be appointed by those arbitrators before entering upon their reference.

The liabilities so identified shall remain liabilities of the local authority except to the extent of any written agreement to the contrary between all of the following:

The directorate and members of the energy company shall ensure that sufficient debt securities are issued by the energy company to the local authority as will ensure that the local authority receives from the energy company funds sufficient to meet the liabilities that it is to retain and that relate to the undertaking transferred to the energy company.

No transfer of any energy undertaking of a local authority to an energy company—

unless there is in force an express commitment by the local authority that the undertaking will not be transferred to any such energy company.

Where any energy undertaking is transferred from a local authority to an energy company, thenceforth—

For the purposes of this section, an Act, instrument, contract, agreement, conveyance, deed, lease, licence, or other instrument or undertaking or notice shall be deemed to be related to the undertaking if it is acknowledged by both the local authority and the energy company as being so related.

Nothing in this section shall apply in respect of the liabilities of the local authority in relation to any energy undertaking except as may be necessary to give effect to any agreement referred to in section 57(3).

This section shall apply in relation to any company or entity to which section 81 applies as if it were an energy company.

Where any employee of a local authority is transferred to an energy company to do substantially the same work as that person was doing before the transfer, the employment of that person by the energy company shall be on terms and conditions of employment no less favourable than the terms and conditions of employment applying to that person immediately before the date of the transfer.

Subsection (1) shall continue to apply to the terms and conditions of employment of each transferred employee until such time as any of the terms and conditions of employment that apply under the employment contract applying to that employee at the date of the transfer are varied.

The terms and conditions of employment of each transferred employee shall, from the date of any such variation, be determined in accordance with the employment contract applying to that employee in the energy company in which the transferred employee is then employed.

Nothing in subsection (1) shall continue to apply to any transferred employee who receives any subsequent appointment within the energy company to which that employee was transferred.

Every employee of a local authority who is transferred to an energy company shall, on the date of the transfer, become an employee of the energy company, but, for the purposes of every enactment, determination, contract, and agreement relating to the employment of each such employee, the contract of employment of that employee shall be deemed to have been unbroken and that employee’s period of service with that local authority, and every other period of service of that employee that is recognised as continuous service by that local authority, shall be deemed to have been a period of service with the energy company.

No employee of a local authority who is transferred to an energy company shall be entitled to receive any payment or other benefit by reason only of that person ceasing by virtue of that transfer to be an employee of that local authority.

Where any energy undertaking of a local authority is transferred to an energy company in accordance with this Act, then, for the purposes of the Inland Revenue Acts, and any other enactment that imposes or provides for the collection of a tax, duty, levy, or other charge, that local authority (in its capacity as an energy trading operator within the meaning given to that term by section OB 1 of the Income Tax Act 1994 immediately before the repeal of that Act) and that energy company shall be deemed to be the same person.

Where an energy undertaking of a local authority is transferred to an energy company in accordance with this Act, then, for the purposes of section IA 5 of the Income Tax Act 2007, the person or persons on whom voting interests or, in any case where a market value circumstance exists, market value interests in that energy company are conferred by reason of the allocation, to that person or those persons, in accordance with an approved establishment plan, of equity securities in that company shall be deemed to be the same persons as those persons who, immediately before the transfer of that undertaking to that energy company, were treated by the Income Tax Act 2007 as holding shares in that local authority (in its capacity as an energy trading operator within the meaning given to that term by section OB 1 of the Income Tax Act 1994 immediately before the repeal of that Act).

Notwithstanding anything in subsection (1), where an energy undertaking of a local authority is transferred to 2 or more energy companies in accordance with this Act, then, for the purposes of section IA 5 of the Income Tax Act 2007, if any net loss as defined in section YA 1 of the Income Tax Act 2007 of that local authority (in its capacity as an energy trading operator within the meaning given to that term by section OB 1 of the Income Tax Act 1994 immediately before the repeal of that Act) is taken into account in the accounts of 1 of the energy companies to which that energy undertaking is so transferred, that net loss as defined in section YA 1 of the Income Tax Act 2007 may not be taken into account in the accounts of any other energy company.

This section shall apply in relation to any company or entity to which section 81 applies as if it were an energy company.

In this section, the terms voting interest, market value circumstance, and market value interest have the same meanings as they have in the Income Tax Act 2007.

A local authority may grant to any energy company any lease, licence, easement, permit, or interest of any kind in relation to any energy undertaking transferred by the local authority to the energy company.

Notwithstanding anything in any enactment or rule of law, property that is fixed to, or under or over, any land may be transferred pursuant to this Act by a local authority to an energy company, whether or not any interest in the land is also transferred. Where any such property is so transferred, the property and the land shall be regarded as separate property each capable of separate ownership.

Nothing in the Public Bodies Leases Act 1969 shall apply to any lease granted by a local authority to an energy company to which that local authority transfers an energy undertaking pursuant to this Act.

No local authority shall give any guarantee, indemnity, or security in respect of the performance of any obligation by an energy company in which that local authority is a shareholder.

Where a local authority is a shareholder in an energy company, that local authority shall not lend money to, or provide any other financial accommodation to, that energy company on terms and conditions that are more favourable to the energy company than those that would apply if the local authority were (without charging any rate or rate revenue as security) borrowing the money or obtaining the financial accommodation.

Except with the prior approval of the Minister, no local authority shall transfer or attempt to transfer any regulatory function to an energy company, whether or not that function is ordinarily carried out in conjunction with any energy undertaking that is being or has been so transferred.

Any approval given under subsection (1) may be given either unconditionally or subject to such conditions as the Minister thinks fit.

Any approval given under subsection (1) may at any time be withdrawn by the Minister; and any condition subject to which any such approval is given may from time to time be revoked, varied, or added to by the Minister.

Every local authority shall at all times do everything in its power to achieve the objectives of this Part, (in so far as those objectives relate to the local authority), and for that purpose, but without limitation, shall do everything in its power—

No local authority shall, without the prior written consent of the Minister,—

except in accordance with an approved establishment plan.

The Minister, upon being satisfied that the energy undertaking of a local authority has been transferred to an energy company, shall advise the local authority in writing that the consent of the Minister to any action referred to in subsection (2) is no longer required.

On the appointed day in relation to a Board, the shares subscribed or applied for in the capital of the Board’s successor company on its incorporation shall be deemed,—

On the transfer by a local authority to an energy company of an energy undertaking of the local authority, the shares subscribed or applied for in the capital of the energy company on its incorporation shall be deemed,—

Nothing in subsection (1) or subsection (2) shall apply in respect of any company that has been incorporated otherwise than pursuant to section 32.

Nothing in sections 40 to 42 of the Public Works Act 1981 shall apply to the vesting of land in, or the transfer of land to, an energy company pursuant to this Act, but sections 40 and 41 of that Act shall, after the vesting or transfer, apply to that land as if the energy company were a local authority and the land had not been vested or transferred pursuant to this Act.

If, in relation to land that has been vested in, or transferred to, an energy company pursuant to this Act, an offer made under subsection (2) of section 40 of the Public Works Act 1981 is not accepted—

whichever is later, and the parties have not agreed on other terms for the sale of the land, the energy company may sell or otherwise dispose of the land to any person on such terms and conditions as it thinks fit.

For the purposes of subsection (2), the term working day has the same meaning as it has in section 2 of the Public Works Act 1981.

Where—

the energy company in which such undertaking or undertakings has vested, or to which such undertaking or undertakings has been transferred, as the case may be, shall, not later than 6 months after the date of vesting or transfer, prepare financial statements for the Board or Boards or the energy undertaking of the local authority or local authorities, as the case may be, for the period from the end of the last financial year of the Board or local authority to the date of vesting or transfer, as the case may be, and shall have such financial statements audited.

The Auditor-General shall be the auditor of the financial statements prepared under the authority of subsection (1); and for that purpose shall have and may exercise all of the functions, duties, and powers that it has under the Public Audit Act 2001 in respect of public money.

The provisions of sections 71 to 78 shall apply notwithstanding anything to the contrary in the Waikato Electricity Authority Act 1988.

Not later than 6 months after the commencement of this section or such later date as the Minister may allow (but in no case later than 31 March 1993), the Waikato Electricity Authority shall prepare and submit to the Minister, for the Minister’s approval, a plan setting out the Authority’s recommendations as to the person or persons to whom the voting equity securities held by the Authority in WEL Energy Group Limited should be allocated consequent upon the dissolution of the Authority.

The Waikato Electricity Authority shall not forward a share allocation plan to the Minister unless the Authority has adopted the special consultative procedure in relation to that plan.

For the purposes of section 716A of the Local Government Act 1974 (as applied by subsection (2)), the Waikato Electricity Authority shall be deemed to be a local authority.

Subject to subsection (2), as soon as practicable after receiving the plan submitted by the Authority under section 71, the Minister shall approve the plan by notice in writing to the Authority.

If the Minister considers that the plan should be varied, the Minister may decline to approve the plan and direct the Authority to prepare and submit a revised plan.

Where, pursuant to subsection (2), the Minister declines to approve the plan and directs the Authority to prepare and submit a revised plan, the Minister shall inform the Authority of the reasons for the direction, and may indicate any specific matter that the Minister requires to be dealt with in the revised plan.

Where, pursuant to subsection (2), the Minister declines to approve the plan submitted by the Authority, the Authority shall submit a revised plan to the Minister not later than 6 weeks after the date on which that approval was declined or such later date as the Minister may allow.

The provisions of section 71(1) shall apply in respect of a revised plan required to be submitted to the Minister under subsection (4) of this section.

As soon as practicable after receiving a revised plan submitted by the Waikato Electricity Authority under section 72(4), the Minister shall—

Before making any amendments to the plan under subsection (1)(b), the Minister shall advise the Authority of the Minister’s intention to do so, and shall give the Authority a reasonable opportunity to make submissions on the matter.

If the Waikato Electricity Authority has not submitted a plan in accordance with section 71 within the time required by subsection (1) of that section (including, where that time has been extended under that subsection, that extension of time), the Minister shall cause such a plan to be prepared, and shall approve that plan, and shall have all such powers as are necessary or desirable for that purpose.

Where, as a result of the default of the Authority, the Minister acts under subsection (1), the Minister shall be entitled to be reimbursed by the Authority for any costs and expenses incurred in the taking of the action.

In any case where, pursuant to subsection (2) of section 72, the Minister has declined to approve the plan submitted by the Authority, and the Authority has not submitted a revised plan in accordance with subsection (4) of that section within the period referred to in subsection (4) of that section (including, where that time has been extended, that extension of time), section 73 shall apply as if the original plan submitted by the Authority to the Minister were a revised plan submitted under section 73, but nothing in section 73(2) shall apply in any such case.

Where, pursuant to subsection (1), the Minister causes a plan to be prepared, the plan shall provide for the voting equity securities held by the Authority in WEL Energy Group Limited to be allocated to the local authorities referred to in section 6(1) of the Waikato Electricity Authority Act 1988 (or the successors to those local authorities) in such proportions as the Minister determines, but in making that determination the Minister shall take into account the relative number of members of the Waikato Electricity Authority that the electors within the district of each such local authority (or its successor) would, but for section 6(2) of that Act and section 14 of the Electric Power Boards Amendment Act 1989, be entitled to elect to the Waikato Electricity Authority.

Before submitting to the Minister the plan required by section 71, the Waikato Electricity Authority shall value the undertaking of WEL Energy Group Limited.

The valuation required by subsection (1) shall be made on the same basis as valuations made for the purposes of section 18(2)(b).

The plan submitted to the Minister in accordance with section 71 shall state, in an appendix to that plan, the value of WEL Energy Group Limited, as that value is determined in accordance with this section.

On a date appointed by the Governor-General by Order in Council made on the recommendation of the Minister,—

On the date appointed under subsection (1) in relation to the Waikato Electricity Authority,—

An Order in Council shall be made under subsection (1) in relation to the Waikato Electricity Authority not later than 2 months after the date on which the plan required by section 71 is approved by the Minister or such later date as the Minister may determine.

Neither—

shall constitute a dutiable gift for the purposes of the Estate and Gift Duties Act 1968.

For the purposes of Part 5,—

and, subject to sections 71 to 76, the provisions of Part 5 shall, so far as applicable and with all necessary modifications, apply accordingly.

For the purposes of sections 36, 37, 39 to 46, 85, 87, and 88, WEL Energy Group Limited shall be deemed to be an energy company.

The following enactments are hereby repealed, namely,—

The enactments specified in Schedule 1 are hereby consequentially amended in the manner indicated in that schedule.

The repeal, by subsection (1), of the Waikato Electricity Authority Amendment Act 1990 shall not affect the amendment made by section 6 of that Act.

WEL Energy Group Limited is declared to be an administering body within the meaning of section 2 of the Reserves Act 1977 in relation to every reserve, within the meaning of that Act, vested in it pursuant to the Waikato Electricity Authority Act 1988.

Notwithstanding subsection (1), WEL Energy Group Limited shall be a local authority for the purposes of the Local Government Official Information and Meetings Act 1987—

This section shall come into force on the date on which section 79 comes into force.

Notwithstanding anything in any other enactment, where any local authority has, before the commencement of this section, transferred all or any of its energy undertaking to any company or any other entity in which shares that carry 51% or more of the voting rights at any general meeting of the company or entity are held by or on behalf of the local authority or other local authorities, that company or other entity (hereafter in this section referred to as an existing company) shall be deemed, for the purposes of sections 36, 37, 39 to 46, 85, 87, and 88, to be an energy company.

Every existing company shall, not later than 31 December 1992 or such later date as the Minister in any particular case may allow, cause a valuation of the undertaking of the company to be undertaken, which valuation shall be determined on the same basis as valuations are made for the purposes of section 18(2)(b).

For the purposes of the application of section 197C(8) of the Income Tax Act 1976 to an existing company during the period beginning on the date on which any local authority transferred all or any of its energy undertaking to that company and ending with the close of the day before the date of commencement of this section, an existing company shall be deemed to be an energy trading operator within the meaning of section 197C of that Act.

The following actions are hereby validated and declared to have been lawful, namely,—

and section 81 shall apply in respect of Waipori Power Generation Limited, Dunedin Electricity Limited, and Otago Citigas Limited accordingly.

The formation and registration, under the Companies Act 1955, by the Palmerston North City Council, of the company named “Progas Systems Limited” (which company was incorporated on or about 5 August 1991), and the transfer on or about 31 December 1991, by the Palmerston North City Council to Progas Systems Limited, of the gas undertaking of the Palmerston North City Council, are hereby validated and declared to have been lawful, and section 81 shall apply in respect of Progas Systems Limited accordingly.

The formation and registration, under the Companies Act 1955, by the Invercargill City Council, of the company named “Electricity Invercargill Limited” (which company was incorporated on or about 26 June 1991), and the transfer on or about 1 July 1991, by the Invercargill City Council to Electricity Invercargill Limited, of the electricity undertaking of the Invercargill City Council, are hereby validated and declared to have been lawful, and section 81 shall apply in respect of Electricity Invercargill Limited accordingly.

The formation and registration, under the Companies Act 1955, by the Invercargill City Council, of the company named “Invergas Limited” (which company was incorporated on or about 26 June 1991), and the transfer on or about 1 July 1991, by the Invercargill City Council to Invergas Limited, of the gas undertaking of the Invercargill City Council, are hereby validated and declared to have been lawful, and section 81 shall apply in respect of Invergas Limited accordingly.

Where, before the commencement of this section, an Electric Power Trust has been established in respect of a Board by a trust deed executed under section 3 of the Electric Power Boards Amendment Act 1990, then, on the commencement of this section, the following provisions shall apply:

Every person who, at any time before the commencement of this section, was appointed to be a trustee of an Electric Power Trust established in respect of a Board by a trust deed executed under section 3 of the Electric Power Boards Amendment Act 1990 shall be entitled to receive a salary calculated in accordance with subsection (2) of this section.

The salary to which a person to whom subsection (1) applies is entitled—

For the purposes of this section, a person who, pursuant to section 4(3) of the Electric Power Boards Amendment Act 1990, informed the Minister for State Owned Enterprises that the person was willing to accept appointment as a trustee of an Electric Power Trust shall be deemed to have been appointed as such a trustee on the day after the date on which that notification was received by that Minister, notwithstanding that, by reason of the failure or determination of the Electric Power Trust to which that notification related, that person did not actually become a trustee of that trust.

During the period beginning on 1 July 1992 and ending with the close of the day before the appointed day in relation to the Central Canterbury Electric Power Board, sections 2 to 4 of the Electric Power Boards Amendment Act 1989 shall, in relation to that Board, have effect as if, for the expression “30 June 1992” wherever it appears in those sections, there were substituted in each case the words “day before the appointed day (within the meaning of the Energy Companies Act 1992) in relation to the Central Canterbury Electric Power Board”.

Where any Board, local authority, or energy company is required under this Act to make any document available to the public, it shall—

The Minister may, from time to time, for the purposes of this Act, require any establishing authority to make available to the Minister information in its possession or over which it has control relating to its energy undertaking; and the establishing authority shall make that information available in a form in which it may be readily understood.

Where any officer, member, or employee of an Electric Power Board (within the meaning of the Electric Power Boards Act 1925), or of an energy company (within the meaning of this Act), or of any trust that has a substantial share holding in such a company, wishes to obtain a computer compiled list or computer tape, disk, or diskette containing any of the information specified in subsection (2), for the purposes of—

the Electoral Commission may give that member, officer, or employee, a computer compiled list or computer tape, disk, or diskette containing that information.

For the purposes of subsection (1), the following information may be recorded on a computer compiled list or computer tape, disk, or diskette for any electoral district:

The provisions of sections 116 and 117 of the Electoral Act 1993 and any regulations made under the Electoral Act 1993 prescribing requirements in respect of computer tapes, disks, or diskettes, or prescribing fees, shall apply, with any necessary modifications, as if—

Electoral Commission, in this section, means the Electoral Commission established by section 4B of the Electoral Act 1993.

In this section, expressions (other than Electoral Commission) defined in the Electoral Act 1993 have the meanings so defined.

Local authorities are hereby authorised to subscribe for, otherwise acquire, hold, or dispose of, equity securities in energy companies.

Nothing in subsection (1) limits or prevents any other person from subscribing for, otherwise acquiring, holding, or disposing of, equity securities in energy companies.

Notwithstanding anything in section 87(1), where a local authority that holds a controlling interest in an energy company—

the local authority may deal with that proposal only in accordance with the special consultative procedure.

Amendment(s) incorporated in the Act(s).

The following enactments are hereby consequentially repealed:

Amendment(s) incorporated in the Act(s).

Amendment(s) incorporated in the Act(s).

Amendment(s) incorporated in the Act(s).

Amendment(s) incorporated in the Act(s).

The following enactments are hereby repealed, namely,—

The enactments specified in Schedule 2 are hereby consequentially amended in the manner indicated in that schedule.

The enactments specified in Schedule 3 are hereby amended in the manner indicated in that schedule.

The enactments specified in Schedule 4 are hereby repealed.

The repeal, by subsection (2), of the enactments specified in Schedule 4 does not affect the validity of anything validated by any of the provisions of any of those enactments.

The Electric Power Boards Accounting Regulations 1977 (SR 1977/66) are hereby revoked.